SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Registration File # 000-30194
Commission File No.82-1918 Section 12g 3-2(b)
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 30, 2007
Unaudited Financial Statements
and
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
BYRON AMERICOR INC.
(Formerly BYRON GLOBAL CORP.)
2907 – 2045 Lakeshore Blvd. West,
Toronto Ontario, Canada, M8V 2Z6
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F []
Indicate by check mark whether the registrant by furnishing the information in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [X] No []
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82 -1918.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BYRON AMERICOR INC.
(Registrant)
Date: August 28, 2007
By “Ross McGroarty”
Ross McGroarty, Chairman
Unaudited
BYRON GLOBAL CORP.
(A Development Stage Company)
Interim Financial Statements
Six Months ended June 30, 2007
(Stated in Cdn. Dollars)
Unaudited
BYRON GLOBAL CORP.
(A Development Stage Company)
BALANCE SHEET
(Stated in Cdn. Dollars)
| June 30, | December 31, | |||||
| As at | 2007 | 2006 | ||||
| ASSETS | ||||||
| Current assets | ||||||
| Cash | $ | 5,323 | $ | 4,063 | ||
| Accounts receivable | 1,011 | 1,085 | ||||
| Marketable securities (note 3) | 959 | 1,137 | ||||
| 7,293 | 6,285 | |||||
| Capital assets(note 4) | 758 | 877 | ||||
| $ | 8,051 | $ | 7,162 | |||
| LIABILITIES | ||||||
| Current liabilities | ||||||
| Accounts payable and accrued liabilities | $ | 7,025 | $ | 23,247 | ||
| Note payable (note 5) | - | 230,720 | ||||
| Due to shareholder (note 6) | 286,807 | 260,683 | ||||
| 293,832 | 514,650 | |||||
| DEFICIT LESS CAPITAL STOCK | ||||||
| Deficit | (15,623,527 | ) | (15,620,175 | ) | ||
| Capital stock | ||||||
| Authorized | ||||||
| Unlimited number of common shares | ||||||
| Issued | ||||||
| 26,889,998 common shares (2006 - 3,089,99) (note 7) | 15,337,746 | 15,112,687 | ||||
| (285,781 | ) | (507,488 | ) | |||
| $ | 8,051 | $ | 7,162 |
See accompanying notes to financial statements
Unaudited
1
BYRON GLOBAL CORP.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Stated in Cdn. Dollars)
Period ended
| January 1, | |||||||||||||||
| 2002 | |||||||||||||||
| (Date of | |||||||||||||||
| Commencement | |||||||||||||||
| Three | Three | Six | Six | of Development | |||||||||||
| Months Ended | Months Ended | Months Ended | Months Ended | Stage) to | |||||||||||
| June 30, | June 30, | June 30, | June 30, | June 30, | |||||||||||
| 2007 | 2006 | 2007 | 2006 | 2007 | |||||||||||
| Expenses | |||||||||||||||
| Administration and | |||||||||||||||
| general (recovery) | $ | (10,228 | ) | $ | 3,922 | $ | (5,399 | ) | $ | 11,489 | $ | 261,286 | |||
| Amortization | 60 | 76 | 119 | 159 | 3,659 | ||||||||||
| Consulting fees | - | - | - | 482 | 155,837 | ||||||||||
| Foreign exchange gain | (10,133 | ) | (10,201 | ) | (12,335 | ) | (9,786 | ) | (185,087 | ) | |||||
| Interest | 6,903 | 6,940 | 15,896 | 14,553 | 290,279 | ||||||||||
| Legal fees | 1,187 | 10,435 | 4,894 | 27,975 | 153,355 | ||||||||||
| Operating loss | (12,211 | ) | 11,172 | 3,175 | 44,872 | 679,329 | |||||||||
| Write off of related | |||||||||||||||
| company | - | - | - | - | 984,760 | ||||||||||
| Loss on decline of | |||||||||||||||
| market value | - | - | - | 482 | 147,051 | ||||||||||
| Net (income) loss for the | |||||||||||||||
| period | $ | (12,211 | ) | $ | 11,172 | $ | 3,175 | $ | 45,354 | $ | 1,811,140 | ||||
| Net loss per share | $ | 0.00 | $ | 0.00 | $ | 0.00 | $ | 0.01 | |||||||
See accompanying notes to financial statements
Unaudited
2
BYRON GLOBAL CORP.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
(Stated in Cdn. Dollars)
Period ended
| Deficit | Deficit | ||||||||||||||
| Accumulated | Accumulated | Accumulated | |||||||||||||
| Number of | Prior to | During the | Other | ||||||||||||
| Common | Development | Development | Comprehensive | Stockholders’ | |||||||||||
| Shares | Amount | Stage | Stage | Income | Equity | ||||||||||
| Balance, December 31, 2006 | 3,089,998 | $ | 15,112,687 | $ | (13,801,947 | ) | $ | (1,807,965 | ) | $ | (10,263 | ) | $ | (507,488 | ) |
| Other comprehensive income (loss) | - | - | - | - | (98 | ) | (98 | ) | |||||||
| Net loss for the period | - | - | - | (15,384 | ) | - | (15,384 | ) | |||||||
| Balance, March 31, 2007 | 3,089,998 | $ | 15,112,687 | $ | (13,801,947 | ) | $ | (1,823,349 | ) | $ | (10,361 | ) | $ | (522,970 | ) |
| Issuance of shares for debt settlement | 23,800,000 | 225,059 | - | - | - | 225,059 | |||||||||
| Other comprehensive income (loss) | - | - | - | - | (81 | ) | (81 | ) | |||||||
| Net income for the period | - | - | - | 12,211 | - | 12,211 | |||||||||
| Balance, June 30, 2007 | 26,889,998 | $ | 15,337,746 | $ | (13,801,947 | ) | $ | (1,811,138 | ) | $ | (10,442 | ) | $ | (285,781 | ) |
See accompanying notes to financial statements
Unaudited
3
BYRON GLOBAL CORP.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Stated in Cdn. Dollars)
Period ended
| January 1, | |||||||||||||||
| 2002 | |||||||||||||||
| (Date of | |||||||||||||||
| Commencement | |||||||||||||||
| Three | Three | Six | Six | of Development | |||||||||||
| Months Ended | Months Ended | Months Ended | Months Ended | Stage) to | |||||||||||
| June 30, | June 30, | June 30, | June 30, | June 30, | |||||||||||
| 2007 | 2006 | 2007 | 2006 | 2007 | |||||||||||
| Cash from operations | |||||||||||||||
| Net income (loss) for the | |||||||||||||||
| period | $ | 12,211 | $ | (11,172 | ) | $ | (3,175 | ) | $ | (45,354 | ) | $ | (1,811,140) | ||
| Item not involving cash | |||||||||||||||
| Amortization | 60 | 76 | 119 | 159 | 3,660 | ||||||||||
| Professional fee | |||||||||||||||
| recovery | (13,219 | ) | - | (13,219 | ) | - | (13,219 | ) | |||||||
| Unrealized foreign | |||||||||||||||
| exchange loss (gain) | - | - | - | - | (189,308 | ) | |||||||||
| Write down of advances | |||||||||||||||
| to related company | - | - | - | - | 984,760 | ||||||||||
| Consulting fee paid in | |||||||||||||||
| common shares | - | - | - | - | 150,000 | ||||||||||
| Loss on marketable | |||||||||||||||
| securities | - | - | - | 482 | 147,051 | ||||||||||
| (948 | ) | (11,096 | ) | (16,275 | ) | (44,713 | ) | (728,196 | ) | ||||||
| Change in | |||||||||||||||
| Accounts receivable | (142 | ) | (366 | ) | 75 | (455 | ) | 6,193 | |||||||
| Accounts payable and | |||||||||||||||
| accrued liabilities | (2,806 | ) | 3,731 | (3,003 | ) | 11,782 | 4,062 | ||||||||
| Notes payable | (233,091 | ) | (6,371 | ) | (230,720 | ) | (1,783 | ) | 82,159 | ||||||
| (236,987 | ) | (14,102 | ) | (249,923 | ) | (35,169 | ) | (635,782 | ) | ||||||
| Investing | |||||||||||||||
| Purchase of marketable | |||||||||||||||
| securities | - | - | - | - | (257,276 | ) | |||||||||
| Purchase of capital assets | - | - | - | - | (4,417 | ) | |||||||||
| Advances to related company | - | - | - | - | (171,420 | ) | |||||||||
| - | - | - | - | (433,113 | ) | ||||||||||
| Financing | |||||||||||||||
| Due to shareholder | 14,742 | 14,724 | 26,124 | 35,162 | 211,807 | ||||||||||
| Issuance of common shares | 225,059 | - | 225,059 | - | 225,059 | ||||||||||
| 239,801 | 14,724 | 251,183 | 35,162 | 436,866 | |||||||||||
| Net change in cash during | |||||||||||||||
| the period | 2,814 | 622 | 1,260 | (7 | ) | (632,029 | ) | ||||||||
| Cash, beginning of period | 2,509 | 130 | 4,063 | 759 | 637,352 | ||||||||||
| Cash, end of period | $ | 5,323 | $ | 752 | $ | 5,323 | $ | 752 | $ | 5,323 | |||||
See accompanying notes to financial statements
Unaudited
4
BYRON GLOBAL CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Stated in Cdn. Dollars)
Period ended June 30, 2007
1.
NATURE AND CONTINUANCE OF OPERATIONS
The Company's shares are listed on the over-the-counter Bulletin Board in the United States of America. The Company effectively ceased its prior business on December 31, 2001 and has been investigating new business ventures since January 1, 2002.
2.
SIGNIFICANT ACCOUNTING POLICIES
These interim financial statements should be read in conjunction with the Company's most recent annual audited financial statements as they may not conform in all respects to general accounting principles accepted in the United States of America. Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates, which have been made using careful judgement. Actual results may differ from these estimates.
The financial statements, in management's opinion, have been properly prepared within reasonable limits of materiality and within the framework of the significant accounting policies summarized below:
(a)
Development Stage Company
The Company is a development stage company as defined in Statement of Financial Accounting Standards No. 7. For the purpose of providing cumulative amounts for the statements of operations and cash flows, these amounts consider only the income and losses for the period from January 1, 2002 to June 30, 2007, the period in which the Company has undertaken a new development stage activity.
(b)
Marketable Securities
The Company classifies its marketable securities as "available for sale" and carries them in the financial statements at fair value. Realized gains and losses are reported in earnings of the period while unrealized holding gains and losses are excluded from income and reported as a component of stockholders' equity.
(c)
Capital Assets
Capital assets are amortized on the diminishing balance method at the following rates per annum:
Computer equipment
-
30%
Office equipment
-
20%
(d)
Foreign Currency Translation
Foreign currency transactions are translated into Canadian dollars, the Company's functional and reporting currency, by the use of the exchange rate in effect at the date of the transaction, in accordance with Statement of Financial Accounting Standards No. 52, "Foreign Currency Translation". At each balance sheet date, recorded balances that are denominated in a currency other than Canadian dollars are adjusted to reflect the current exchange rate.
Unaudited
5
BYRON GLOBAL CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Stated in Cdn. Dollars)
Period ended June 30, 2007
2.
SIGNIFICANT ACCOUNTING POLICIES (continued)
(e)
Income Taxes
The Company uses the liability method of accounting for income taxes pursuant to Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" ("FAS 109"). Under the assets and liability method of FAS 109, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carryforwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
(f)
Basic Earnings or Loss Per Share
The Company reports basic earnings or loss per share in accordance with Statement of Financial Accounting Standards No. 128, "Earnings Per Share". Basic earnings or loss per share is computed using the weighted average number of shares outstanding during the year.
(g)
Fair Value of Financial Instruments
The carrying values of the Company's financial instruments, consisting of cash, accounts receivable, accounts payable and accrued liabilities, notes payable and amounts due to shareholder approximate their fair values due to the short-term maturity of such instruments. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest, or credit risks arising from these financial instruments.
(h)
Comprehensive Income
The Company has adopted Statement of Financial Accounting Standards No. 130 "Reporting Comprehensive Income". Comprehensive income is comprised of net earnings (loss) adjusted for unrealized gains and losses on available-for-sale marketable securities.
3.
MARKETABLE SECURITIES
The marketable securities consist of 15,000 common shares of Bio-America Inc. and have been classified as available for sale.
4.
CAPITAL ASSETS
| Accumulated | 2007 | |||||||
| Cost | Amortization | Net | Net | |||||
| Computer equipment | $ | 3,640 | $ | 3,112 | $ | 528 | $ | 622 |
| Office equipment | 778 | 548 | 230 | 255 | ||||
| $ | 4,418 | $ | 3,660 | $ | 758 | $ | 877 |
Unaudited
6
BYRON GLOBAL CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Stated in Cdn. Dollars)
Period ended June 30, 2007
5.
NOTE PAYABLE
On May 16, 2007, the full amounts of $218,545 (US $197,975) principal and $6,514 (US $5,901) accrued interest were settled by issuing 23,800,000 common shares of the Company valued at $0.0095 (US $0.0086) per share.
| June 30, | December 31, | |||
| 2007 | 2006 | |||
| 8% convertible unsecured debenture in the amount of US $Nil | ||||
| (2006 - US $201,880), repayable on demand with no set | ||||
| repayment terms. | $ | - | $ | 230,720 |
6.
DUE TO SHAREHOLDER
| June 30, | December 31, | |||
| 2007 | 2006 | |||
| 8% promissory notes from a shareholder repayable on | ||||
| on demand with no set terms of repayment. | $ | 240,735 | $ | 223,694 |
| Accrued interest | 46,072 | 36,989 | ||
| $ | 286,807 | $ | 260,683 |
7.
CAPITAL STOCK
On May 16, 2007, 23,800,000 common shares were issued to satisfy a debenture and accrued interest of $225,059 (US $203,876, see note 5).
8.
SUBSEQUENT EVENTS
Effective July 30, 2007, the name of the Company was changed from Byron Global Corp., to Byron Americor Inc., and a share consolidation was effected on the basis of one new share for each ten shares held.
Unaudited
7
BYRON AMERICOR INC.
(Formerly Byron Global Corp.)
2907 – 2045 Lakeshore Blvd. West,
Toronto ON, Canada M8V 2Z6
Tel: 416 594 0528 Fax: 416 594 6811
E-mail:byronres@sympatico.ca
Commission File No.82-1918 Section 12g 3-2(b)
Registration File No.000-30194
CERTIFICATION of DISCLOSURE- Six Months ended June 30, 2007
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
We, Ross McGroarty, Chairman of the Board and Secretary and David L. Hynes, President and CEO, of Byron Global Corp. (the “Company”), certify that:
1. the Unaudited Report on Form 6-K of the Company for the six month period ended June 30, 2007 as filed with the Securities and Exchange Commission on August 28, 2007 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
August 28, 2007
/s/Ross McGroarty /s/David L. Hynes
Ross McGroarty David L. Hynes
Chairman of the Board and Secretary President, CEO
Unaudited
8
